POSSIBLY ME DIGISODES: Adolescence is a crucial period of transition between childhood and adulthood, with teens following more uncertain and complex paths based on gender, race, ethnicity, social class, and geography (Furstenberg et al., 2006 & Osgood et al., 2005). Youth residing in urban environments face persistent personal and institutional challenges, such as violence, broken family structures, poverty and under-resourced schools that complicate their paths to adulthood. The passage to adulthood is varied based on a complex web of factors, which include social, socioeconomic, and cultural contexts (Bronfenbrenner, 1979). Research studies have established that growing up in poverty and living in low-income neighborhoods can seriously threaten a teen's successful passage to adulthood (Guldi, Page, & Stevens, 2007; Osgood et al., 2005). Researchers have uncovered very separate and unequal pathways to adulthood for teens-one for the haves, one for the have-nots, and a path for those who are in-between (Furstenberg, 2006). Social structures affect the perceptions that children and youth have about what they and others like them can achieve and who they can become. Possible identities reflect how individuals think about their potential and their future (Oyserman et al., 2002). Recent studies also show that possible identities, self-regulatory styles, and behavioral strategies have strong associations with social identity (Lee and Oyserman, 2009). Unfortunately, youth in low socioeconomic settings are exposed to a plethora of adult role models who have failed to attain their positive possible identities. After-school/out-of- school-time programs have been identified as key venues for youth to gain knowledge and skills to make informed decisions about challenges and their progression to adulthood (Manlove et al., 2004). Virtual learning environments offer simulations and authentic learning that support critical thinking, problem solving and social engagement (Warren et al., 2009). The use of the Internet by youth is at an all-time high with 95% of teens of all ethnicities and socioeconomic levels using the Internet (Pew Internet and American Life Project, 2012). Emerging studies are finding a decrease in the racial, ethnic, and economic digital divide-while adults and teens from low-income homes and under-resourced communities may not have computers and Internet access in their homes, they access the Internet daily through school labs, out-of-school-time program sites, community libraries, family members, friends and their cell phones (Boyar et al., 2011; Rideout et al., 2010; & Zikhur and Smith, 2012). This Phase I SBIR project concentrates on the Possibly Me Digisodes, which is proposed as one of four educational game series on an Internet-based virtual environment platform that will carry the commercial name of After School Virtually-MILYFE. MILYFE will be a virtual health and psychosocial learning and social interaction environment for urban early adolescents, ages 11-14. This product will serve as an adjunct to current after-school and out-of-school-time program activities, with programs purchasing annual subscriptions for a designated number of staff, youth and parent users. The goal of the Possibly Me Digisodes is to offer an evidence-based and appealing experience for urban adolescents to identify and construct their hoped-for and feared identities, along with strategic plans for behaviors to practice and avoid, in the domains of academic performance and well-being. Possibly Me will revolve around four digisodes, each represented by four game sites-1) My World of Dreams, 2) The Valley of Others, 3) Disappointments Bridge and 4) The Sea of Hope. Two primary aims guide Phase I of the project: 1) Develop the Possibly Me Digisodes Prototype through Elicitation Activities with Experts and End-Users and 2) Evaluate the Possibly Me Digisodes Prototype Using Quantitative and Qualitative Methods. The Phase I activities involve a transdisciplinary team of experts and will provide the foundation for the construction of a full and final set of components for all four digisodes in Phase II. Additionally, the Phase II activities will consist o a multi-site randomized controlled evaluation that focuses on behavioral outcomes in the domains of academic performance and well-being.